Transcript Document
Continuing Professional Development Course for Directors of Investment Companies and Investment Funds February 16th 2015 Mirabella – Brief Introduction o o o o o o o Part of Cordium Group Mirabella is a Regulatory Hosting firm. Located in London (2003) and Sliema (2014) $3b in AuM (all assets incl AIFs) 37 Appointed Representatives/Tied Agents (MiFID) Full Scope AIFM in Malta Sub-Threshold (de minimus) in UK, soon to be Full Scope. 2 Corporate Governance o Evolution and difficult market environment o Scandals and Crises o Political and Regulatory o Role in global crisis o Real or just political perception? 3 Risk Management o Competence and Skillsets o Risk Officers o Board Members o Fund’s Board o Better level of understanding of derivative risk and fund’s investment strategies is needed 4 Action Points and Ideas Better understanding of Valuation Process / Pricing risk Under the AIFMD, responsibility for valuation is assigned to the designated AIFM, presenting a different approach to offshore jurisdictions, where primary responsibility for valuation sits with the board of directors. o Areas for consideration by directors: o o o o o o Are you confident that you can fulfil your responsibilities in relation to valuations? Can you properly oversee the risk management function on this task? Do you have expertise in understanding the pricing models used to value the fund’s assets? Have you considered the advantages of a risk-based approach to valuation oversight? Have you considered where valuation risks will arise in the new AIF operating models, e.g. where reliance is placed on external valuers? Are you aware of the importance of a Valuation Committee to support ongoing oversight of AIF valuations including challenging the proper implementation of valuation policies and procedures? MFSA SEMINAR 16/07/2015 5 Action Points and Ideas (2) Better reporting structure: The investment management report: o description of liquidity profile of the fund including o estimates of time required to liquidate all positions in the fund, o a liquidity analysis relative to the redemption provisions of the fund, and o highlighting any positions that have become illiquid since the last investment management report; o description of risk profile of the fund o description of investment manager’s views of economic and market conditions and how the fund’s portfolio is positioned to take advantage of such market conditions; o any compliance matters including any breaches and remedial action taken or to be taken by the investment manager or any other parties involved to prevent a recurrence of any such breaches. MFSA SEMINAR 16/07/2015 6 Understanding Differences between Hedge Funds and Private Equity Risk o The Board oversight function also relies on the ability of the firm’s/fund Directors to understand different strategy risk profiles. This distinction mainly relates to HFs and PE funds. o Regulators have in general been less interested in differentiating the risk profiles between these two sectors. o In reality Hedge Fund and Private Equity Fund Managers require a different approach to risk management. MFSA SEMINAR 16/07/2015 7 How are the two approached differently? o In the hedge fund space (liquid), risk management is dictated by best practice, supported by market data and quantitative models. o In the PE space, practitioners have been struggling with the question on how to integrate private equity and real assets into a more traditional risk management framework. MFSA SEMINAR 16/07/2015 8 Key AIFMD Risk Sectors - Market and Capital Risk o In a traditional risk management framework market risk relates to portfolio losses due to changes in market factors (prices, FX etc.) and this risk is typically measured though VaR and Shortfall measures. o In Private equity assets, instead, there is lack of market price data and the treatment of market risk poses more conceptual challenges. This has led to the development of modified approaches like the Cash-Flow-at–Risk (CFaR) or Investment-Capital-at-Risk (ICaR). o Correlation MFSA SEMINAR 16/07/2015 9 Key AIFMD Risk Sectors - Liquidity Risk o Market liquidity is the risk that there is not enough demand for purchasing an asset on the market or on the ‘secondary’ market for PE transactions. This risk applies to both HFs and PE funds. o Risk Managers should also address Funding Liquidity risk o In the more traditional HF world, this risk arises when the manager is required to liquidate assets at a bad time. o In the PE space this concept relates to capital calls and is symmetric to the previous one. MFSA SEMINAR 16/07/2015 10 Key AIFMD Risk Sectors – Leverage Risk o HF: Hedge funds use credit lines to increase the Fund exposure and magnify investment returns. They will also use derivatives which have internal leverage. o PE: (a) In the PE space borrowing leverage is typically associated to LBO transactions; and (b) debt can be also used by the investee companies to operate their businesses but in most of the cases it should not be treated as leverage for the PE fund. o There are also other sources of leverage (off balance sheet and over-commitments). MIRABELLA 16/07/2015 11 Some Observations About Real World Risk o Risk is not just numbers. It's about asking RELEVANT questions and understanding the answers. Not just TICKING BOXES. o Known Unknowns It's about knowing when you don’t know, and assessing how dangerous that is. An Recent example – The Swiss Franc MFSA SEMINAR 16/07/2015 12 Swiss Franc vs Euro (Feb 2010 – Feb 2015) MFSA SEMINAR 16/07/2015 13 How can you learn from this? o What should you ask the portfolio managers? o What keeps you up at night? o What’s the worst possible scenario for the fund? o If you had an additional research budget of $100,000 what would you spend it on? o How do you assess the performance of, and then pay your risk officer? o Why are you successfully raising money? OR …. Why are you not raising money at present? (choose whichever one is true) o Who in your organisation can you not afford to lose? Why? MFSA SEMINAR 16/07/2015 14